EDGE_G_4 12-59-34_Layout 1 - The Tax Shelter Report
EDGE_G_4 12-59-34_Layout 1 - The Tax Shelter Report
EDGE_G_4 12-59-34_Layout 1 - The Tax Shelter Report
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<strong>12</strong> Edge Performance VCT plc<br />
PART 1: INFORMATION RELATING TO THE COMPANY<br />
Introduction<br />
Using the skills of the Directors and the investment team of the Manager who collectively have a depth of experience in<br />
the entertainment industry, Edge Performance was established for the purpose of investing in the entertainment industry,<br />
initially concentrating on companies which promote live music, theatre, sports, festivals trade shows, exhibitions and other<br />
events where people attend in person, and subsequently seeking to invest in the broader entertainment sector.<br />
Through five previous offers for subscription, Edge Performance has raised in excess of £77 million since 2006.<br />
<strong>The</strong> C Share Fund has already met the target of full investment as required by VCT legislation. <strong>The</strong> Company has the<br />
benefit of contractual options to make further investments and is committed to making a number of additional new<br />
investments; these investments together will mean that the D and E Share Funds will be fully invested, as required by VCT<br />
legislation, within the coming months. Furthermore, the Company has identified sufficient suitable specific investment<br />
opportunities which, when concluded, will mean that the F Share will similarly have met the requirement of full investment.<br />
Edge Performance continues regularly to identify or receive approaches for attractive investment opportunities in the wider<br />
entertainment sector. Moreover, the Manager believes that the reduced levels of funding generally available to businesses<br />
through borrowing means that terms of investment which Edge Performance is able to obtain will become increasingly<br />
attractive. For these reasons, the Directors are confident that the required minimum of 70% of the additional funds raised<br />
as a consequence of the Offer can be invested in Qualifying Investments within a reasonable period.<br />
Edge Performance’s structure aims to minimise the risk to the investor, whilst still permitting the investor to benefit from<br />
the attractive returns available in the entertainment business.<br />
<strong>The</strong> Company intends to invest a portion of the proceeds of the Offer in companies alongside established businesses with<br />
expertise in the sector. <strong>The</strong> Company intends that some of these companies will enter into agreements which will provide<br />
for a minimum guaranteed return. Investments will be spread amongst those offering higher minimum contractual returns,<br />
with little of Investors’ capital at risk, and those with more modest minimum returns but with significantly higher potential<br />
returns. <strong>The</strong> majority of the portfolio investments will include loan finance which should provide additional capital protection.<br />
Edge Performance’s structure provides for investments to be blended so that the Investor’s risk should be minimised,<br />
underpinning the return of the Investor’s effective cost of investment of 70p per Share (assuming income tax relief at<br />
30%), with potential for a significant return on the Investor’s gross investment.<br />
Edge Performance already has in place agreements with established promoters who wish to enter into event licensing<br />
arrangements with Events Companies into which the Company will invest a portion of the net proceeds of the Offer.<br />
Edge Performance intends to continue to use the extensive network of contacts of the Manager’s investment team and<br />
the Board to identify suitable investment opportunities.<br />
XV:5.1<br />
I:9.1<br />
<strong>The</strong> Entertainment Market<br />
“Once a person has all the things they need to live, everything else is entertainment” 3<br />
Entertainment sustains us. In good times it is celebration, in less good times, consolation. 35,000 years ago, in the depths<br />
of an ice age, huddled in a cave at the very beginning of our history, it is believed that the earliest humans carved flutes<br />
to pass the time and keep the darkness at bay. 4 This need and longing for entertainment remains, but today we enjoy<br />
many more options and spend nearly half of our waking hours engaged with some form of media, entertainment or<br />
communications. 5<br />
Entertainment and media properties benefit from being highly transferable, making them attractive investment opportunities.<br />
For instance, a successful UK book may go on to become a film, then perhaps also a TV series – re-using elements such<br />
as the characters and theme music – and then be sold around the world and released on DVD at each stage. Games can<br />
spawn screen formats, books, magazines, live shows and vice versa. Each new channel brings further opportunities to<br />
exploit fundamentally the same intellectual property, often at minimal extra cost, and has a reinforcing effect on those<br />
which already exist.<br />
Music<br />
In a recent survey, seven out of ten respondents agreed that “music is part of my identity”. 6 <strong>The</strong> past few years have seen<br />
a marked shift in the music industry. No longer is the physical sale of recorded music formats like CDs the main driver,<br />
with concerts largely an adjunct to sell more records. In 2007, consumer spending on live music overtook recorded music<br />
for the first time since the birth of rock ‘n’ roll, and in the last two years it has remained ahead.<br />
3 Neal Stephenson, author<br />
4 New York Times – June 24, 2009 – “Flutes Offer Clues to Stone-Age Music”<br />
5 Ofcom – Communications Market <strong>Report</strong> 2010<br />
6 IPC Insight / Music Week